loupe

A draft, not yet in force. loupe publishes this so it can be read and reviewed before it applies to anyone. Words in a [marked box] are decisions not yet made. Questions or corrections: [email protected].

Terms of service

Last changed: [date of publication]

These terms are the agreement between you and [loupe's legal entity, e.g. "Loupe Pictures LLC, a North Carolina limited liability company"] ("loupe", "we"). They cover loupe.pictures, app.loupe.pictures, and every site loupe serves for an artist, including sites on the artist's own domain. Our long-term promise (loupe.pictures/promise) is part of these terms. Where the two differ, whichever is more generous to you applies.

By making an account, or by paying for a plan, you agree to these terms. If you're agreeing on behalf of a gallery, an estate, a foundation or another organization, you're confirming you have the authority to do so.

1. Words used here

• Catalogue: everything held for one artist, meaning the works, photographs, documents, galleries, wings, pages, the exhibition record, settings and history.
• Manager: an account that may change a catalogue. The artist, and anyone the artist invites to help, such as an assistant, an archivist or a gallery.
• Steward: a person the artist names by email to help look after the catalogue for the long run.
• Closed to changes: a catalogue that stays open and searchable, with nothing added or changed.
• Visitor: anyone who views an artist's site, gallery, work page or archive without being a manager.

2. Your account

• You must be at least [18] to hold an account. [Confirm: allow 16+ with a parent's consent, for students?]
• Give an email address you read. Letters about your plan, your files and anything due to change go there.
• Keep your password to yourself. You're responsible for what's done in your account, except where loupe's own failure caused it.
• [While loupe is invite-only: accounts are made by invitation. We may decline or delay an invitation without giving a reason.]

3. Helpers

• Others can help with a catalogue: an assistant, an archivist, a gallery. While loupe is by invitation, loupe invites them at a manager's request. Helpers are free, up to ten accounts per catalogue.
• Everyone who helps with a catalogue can do everything a manager can, including changing and removing work. You're responsible for whom you ask us to invite. To stop helping with a catalogue, or to take someone off one, write to us and we'll do it; a catalogue is never left with nobody. [Not yet built: doing this yourself from the account page.]
• A helper's own account belongs to them. What they add to your catalogue becomes part of your catalogue.

4. Stewards

• An artist, or any manager, may name a steward by email address. A steward needs no account and pays nothing to be named.
• We tell a steward they've been named. From then on they also receive our letters about paying, and about anything due to be removed.
• A steward may ask, at any time, to take the catalogue over: to become a manager of it. As a manager they can close it to changes or open it again, and take over paying for it.
• Taking over. The steward asks with the link in the letter that told them they were named. We write to every manager, with the date and a way to say no. If no manager says no within 30 days, the catalogue is handed to the steward: they're invited to manage it, or it's added to the loupe account they already have. Nobody is removed. Any manager may say no until that day; the steward is told, stays the steward, and may ask again later.
• Naming a steward doesn't transfer ownership of the work or any copyright. Those pass under the artist's own will and the law. A steward's role on loupe is to look after the catalogue, not to decide who owns it. Where people disagree about who should look after a catalogue, we keep it exactly as it is, and all its holds, until they settle it or a court tells us.

5. Organizations with several artists

A gallery, agent or estate may keep several artists' catalogues under one account and one bill. Each artist keeps their own rights to their work, as section 6 says. [Confirm: when a gallery and an artist part ways, the artist may take over their own catalogue, and the gallery may not remove it without offering the artist a copy to keep first.]

6. Your work, and what you let us do with it

• You own your work. loupe claims no ownership of anything you or your helpers put in a catalogue: works, photographs, documents, writing or records.
• The licence you give us is narrow. You let loupe store, copy, resize, convert for the web, write metadata into, back up and show your content, only as needed to run loupe for you and only as your settings direct. That means showing what you've made public, handing visitors what you've allowed them to download, and making the copies you ask for (packets, press kit files, your copy to keep).
• We do not sell your content, license it to anyone, or use it to train software. We don't use it to advertise loupe without asking you first. [Confirm: may loupe show a public site or gallery in its own examples if the artist opts in?]
• The licence ends when the content is deleted from loupe for good: a photograph or work you delete waits in recently deleted for 7 days, or up to 30 if you choose, and can be put back until then. Backups roll off on their normal schedule (see Privacy), and copies visitors already took with your permission stay theirs.
• You confirm you have the right to put each thing in loupe and to share it as your settings say. That covers the work itself, and any photograph of it someone else took.

7. Visitors and what they may take

• Your site, galleries, work pages and archive are public only as far as you make them. A gallery set to only you is seen only by managers. A gallery shared by private link is seen by anyone who has the link. An archive can also be shared by its own link, or — for Members — with people you invite by email, who each sign in with their own password; you can take anyone off at any time.
• Nobody downloads by default. For your archive, and for each gallery, you choose what a visitor may take: nothing, a copy to look at, or the file to print from (your original, as you uploaded it).
• What a visitor may do with anything they take is set by the rights line on each work, which you write. That is between you and the visitor. loupe isn't a party to it, and doesn't police it.
• No page can stop a determined person copying what's shown on a screen. loupe controls what it hands over, not what a visitor does afterwards.

8. People pictured, and places

• Some photographs show people, and some records name them. You confirm you have whatever consent the law requires to keep those photographs and names in your catalogue, and to show the photographs as you choose. [Lawyer: check wording for model releases and the privacy laws that apply to people who aren't loupe users.]
• loupe never shows the names of people pictured on a public page. Whether names travel inside files visitors download is a setting, off unless you turn it on. If your archive is open only to people you invite by name, you may let them find the people pictured there; that too is off unless you turn it on.
• Before an archive opens, loupe lists every place named in its records so you can hide any a stranger shouldn't find.
• If someone pictured asks us to act, we'll pass the request to you first. We may hide the photograph from public pages while it's resolved, and we tell you when we do. [Confirm.]

9. What loupe is for, and what it isn't

loupe is for presenting, recording and keeping creative work. Don't use it to:

• put up work you don't have the right to share, or infringe anyone's copyright, trademark or privacy;
• post anything illegal, including sexual content involving minors, which we report to the authorities;
• harass, threaten or deceive people, or pretend to be someone else;
• sell goods or take payments through loupe (a price list is fine; loupe doesn't process sales);
• send spam through contact forms, or use loupe mainly as bulk file storage unrelated to a body of work;
• probe, overload or get around loupe's security or limits.

Copyright complaints. If you believe something on loupe infringes your copyright, write to [copyright agent name, address, [email protected]] with the details US copyright law (the DMCA) asks for. We'll tell the artist, and may hide the item while it's resolved. An artist who thinks a complaint is mistaken may send a counter-notice. We end the accounts of repeat infringers. [Lawyer: register a DMCA agent with the US Copyright Office before launch.]

10. Plans and prices

Prices are in US dollars. The current prices are on loupe.pictures under what it costs, and that page is part of these terms. Today they are:

Space is counted two ways, in photographs and in the size of the files. Your account page shows both. When either fills, you can add a block of space. Nothing you've already put in is removed because a count was reached; you just can't add more until there's space.

11. Paying

• Payments are handled by Stripe. loupe never sees or stores your full card number. [At launch, loupe sells to US billing addresses only.] Sales tax is added where the law requires it.
• Plans renew automatically, yearly or monthly, until cancelled. We send a reminder before a yearly plan renews. [Confirm: e.g. 14 days before.]
• Price changes. We'll tell you at least [30 days] before a new price applies to you, and it applies only from your next renewal. A price we've offered you for as long as you keep your plan stays yours while you keep it.
• Discount codes apply as stated when they're given, and end as stated.
• Time given free. We may give a catalogue time free of charge. If it's on a paid plan, its next charge moves back by the same time.
• Someone else paying. Any manager, including a steward who has taken the catalogue over, may take over paying for it with their own card. Their plan begins on the day the previous payer's paid period ends, and nothing more is charged to the previous payer. If the previous payment has failed, the new plan begins at once.

12. Cancelling, lapsing and refunds

• You can cancel any time from your account page. Your plan runs to the end of the period you've paid for, then the catalogue moves to Free.
• If a payment fails, we write to you and to your steward. It has 14 days to be put right; if it isn't, the catalogue moves to Free.
• Refunds. [Decide. Suggested: a yearly plan cancelled within 14 days of starting or renewing is refunded in full; otherwise no partial refunds, and the plan runs to the end of its period.]
• Moving to Free never deletes anything by itself. Section 13 says what happens next.

13. What a catalogue keeps when it goes over Free's space

Nothing is deleted when your plan changes.

• A catalogue on Free that holds more than Free's space (50 photographs or 5 GB) keeps everything for a year from the day it moved to Free.
• A catalogue with a steward, or one closed to changes, keeps everything for three years.
• If the catalogue is still over Free's space when that time is up, what's beyond that space is let go: the press kit files, and the photographs beyond the fifty kept, with their files and records. A work left with no photograph goes with them. Galleries, pages, the exhibition record, the account and its history stay.
• We write before anything goes, to the managers and the steward, 30 days and again 7 days ahead. Both letters offer your whole copy to keep. We take a restore point first.
• Choosing Member again, or paying to close the catalogue to changes, stops the clock at any time.

14. Catalogues closed to changes

• Any manager may close a catalogue to changes, and open it again, at any time.
• A catalogue closed to changes stays open and searchable as its settings were, and nothing in it can be added or changed. Its only price is its space.
• Its visitors, downloads and privacy settings keep working exactly as they did.

15. Your own domain

As a Member, your site can answer at a domain you own. You keep the domain and pay its registrar. loupe just serves your site at it. If your plan lapses, the domain keeps answering for 30 days, then sends visitors to your loupe address until you choose a plan again or remove it.

16. Closing a catalogue

[Not yet decided in the product. Proposed: the only manager may close a catalogue after being offered a copy to keep. Public pages stop answering, it can be reopened for 30 days, and then it's deleted, with backups rolling off as Privacy describes. Until this exists, write to us and we'll do it by hand.]

17. If loupe changes or closes

• Closing. If loupe is going to stop operating, we'll tell every manager and steward at least [six months] ahead. During that time every catalogue stays online, downloads keep working, and no new charges are taken. [Confirm: refund any unused part of a yearly plan past the closing date.] Before closing, we'll prepare a full copy of every catalogue, files with their records written in, plus the exhibition record and pages, and keep it downloadable to the end.
• Changing hands. If loupe or its business passes to another company or person, these terms, and especially this section and Our long-term promise, go with it. Before any change to them takes effect, you get the notice in section 21 and your copy to keep.
• Catalogues closed to changes. [Decide: also offer to hand one to its steward, or to an institution they name, as a self-contained copy that can be hosted elsewhere.]

18. When we look inside a catalogue

The person who runs loupe may open your catalogue, read only, when you ask for help, to keep loupe working, or to meet a legal obligation.

19. Suspending an account

• We may suspend an account, or hide specific content, if it breaks section 9, if the law requires it, or if it puts loupe or other people at risk. A reason is recorded. Where the law and safety allow, we tell you why and how to put it right.
• Suspension stops access and public pages. It doesn't delete the catalogue. We delete content for a breach only where the law requires it, or where it's illegal to keep, and otherwise we offer the copy to keep first.
• You can write to us to ask for a suspension to be reviewed.

20. What we can and can't promise

• loupe is not your only copy, and not a backup. loupe keeps its own backups and restore points so that it can recover from failure. They are not a copy you hold. loupe is for the file to send: a full-size JPEG made from your finished file, as What to keep describes. It isn't meant for your masters (the uncorrected scan or camera raw, and the finished file made from it), so keep those on your own storage and never upload anything as your only copy.
• Keeping your own copy is your responsibility. For anything in your catalogue that doesn't exist elsewhere, including the record, exhibition history, transcripts, pages and any originals you no longer have, make a copy to keep regularly from your account page. Store it outside loupe, as What to keep recommends. A copy to keep holds the record, any day, and your originals: every one once a week, and anything added since your last copy whenever you like. It doesn't include press kit files, which can be made again from your originals, or contact-form messages.
• As it is. Apart from the promises in these terms, loupe is provided as it is and as available, without other warranties, to the extent the law allows. [Lawyer: standard disclaimer wording.]
• Limit of liability. To the extent the law allows, loupe isn't liable for indirect or consequential losses, such as lost sales or lost opportunities, or for the loss of content you didn't keep a copy of. Our total liability to you is limited to [the greater of what you paid loupe in the 12 months before the claim, or $100]. Nothing here limits liability that can't legally be limited. [Lawyer.]
• Your responsibility. If a claim is brought against loupe because of content you put in loupe without the right to, or because you broke these terms, you'll cover loupe's reasonable costs of that claim. [Lawyer: indemnity wording.]

21. Changes to these terms

We'll write to every manager at least [60 days] before a change that affects you takes effect, and say what's changing. Fixes to wording that don't change what anything means may be made with a note on this page. We will not change these terms to weaken your ownership of your work, your right to export it, or the notice in section 17.

22. Law and disputes

These terms are governed by the laws of [North Carolina] and the United States. [Decide: courts of that state, or small claims or arbitration. Lawyer.] Before any formal step, write to us: most things can be settled by a letter.

23. Everything else

If part of these terms can't be enforced, the rest still applies. Not enforcing a term straight away doesn't waive it. You may not transfer your account without our agreement, except as a steward's takeover in section 4 allows. These terms, Our long-term promise, the pricing page and Privacy are the whole agreement between us.

Contact: [loupe's legal entity and postal address] · [[email protected]] · or write to loupe when signed in.

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